- EGM to approve the partial demerger is expected by early September 2026; planned completion is October 31, 2026 with WISA Group shares trading on Nasdaq Helsinki from about November 2, 2026; shareholders receive one WISA share per UPM share (1:1).
- UPM Plywood reported 2025 sales of EUR 409 million and comparable EBITDA of EUR 55 million, and operates seven production units across Finland and Estonia with ~785,000 m3/year theoretical capacity.
- UPM has agreed sufficient financing for the demerged plywood business subject to customary conditions and secured creditor waivers via a consent solicitation for fixed-rate green notes maturing in 2028, 2029, 2031 and 2034.
- The Finnish Tax Administration issued a binding advance ruling treating the demerger as tax neutral; UPM will present Plywood as discontinued operations from Q2 2026, and the Board may cancel the demerger prior to completion if circumstances change.
Demerger decision and timeline
UPM's Board approved a partial demerger to transfer all assets and liabilities of the Plywood business into a new listed company, WISA Group Plc; shareholders would receive one WISA Group share per UPM share (1:1) while retaining UPM holdings. Completion is planned for October 31, 2026, subject to shareholder approval at an Extraordinary General Meeting expected by early September 2026; WISA Group shares are expected to begin trading on Nasdaq Helsinki around November 2, 2026. The Board may decide not to complete the demerger prior to closing if circumstances change.
Business profile
WISA Group would operate seven production units across Finland and Estonia with a theoretical maximum capacity of ~785,000 m3/year; in 2025 the Plywood business reported sales of EUR 409 million and comparable EBITDA of EUR 55 million.
Governance and management
The EGM will elect WISA Group's Board of Directors; Tuija Suur-Hamari has been appointed President and CEO effective upon completion and other management appointments will be made before closing; the demerger is not expected to change UPM's current Board composition.
Financing, tax and reporting
UPM has agreed sufficient financing for the demerged plywood business subject to customary conditions and completed a consent solicitation to amend terms of fixed-rate green notes maturing in 2028, 2029, 2031 and 2034 to include waivers related to the separation; the Finnish Tax Administration issued a binding advance ruling treating the demerger as tax neutral, and UPM will report the Plywood business as discontinued operations from Q2 2026. A demerger and listing prospectus will be published later.
